NOTICE OF ANNUAL STOCKHOLDERS’ MEETING TO: ALL STOCKHOLDERS NOTICE is hereby given that there will be an annual meeting of the stockholders of VANTAGE EQUITIES, INC. on Saturday, 1 August 2015 at 3:00 p.m. at the Meralco Theatre, Ortigas Avenue, Pasig City to consider the following: AGENDA

1. Call to Order 2. Proof of Notice of Meeting 3. Certification of Quorum 4. Approval of the Minutes of the Previous Meeting of Stockholders 5. Approval of 2014 Operations and Results 6. Ratification of all Acts of the Board of Directors and Officers 7. Election of Directors 8. Appointment of External Auditors

9. Issuance of Stock Dividends 10. Increase of Authorized Capital Stock 11. Other Matters 12. Adjournment

In accordance with the rules of the Philippine Stock Exchange, the close of business on 24 June 2015 has been fixed as the record date for the determination of the stockholders entitled to notice of and vote at said meeting and any adjournment thereof. Registration for those who are personally attending the meeting will start at 2:00 p.m. and end promptly at 2:30 p.m. All stockholders who will not, are unable, or do not expect to attend the meeting in person are encouraged to date, sign and send a proxy to the Corporation at 2004 East Tower, Philippine Stock Exchange Centre, Exchange Road, Ortigas Center, Pasig City, Metro Manila, Philippines. All proxies should be received by the Corporation at least five (5) days before the meeting, or on or before 27 July 2015. Proxies submitted shall be validated by a Committee of Inspectors on 27 July 2015 at 5 o’clock in the afternoon at 2004 East Tower, Philippine Stock Exchange Center, Exchange Road, Ortigas Center, Pasig City. For corporate stockholders, the proxies should be accompanied by a Secretary’s Certification on the appointment of the corporation’s authorized signatory. To avoid inconvenience in registering your attendance at the meeting, you or your proxy is requested to bring identification paper(s) containing a photograph and signature (e.g. passport, driver's license, or credit card). City of Pasig, Metro Manila, 29 June 2015.

ADRIAN FRANCIS S. BUSTOS Assistant Corporate Secretary

SECURITIES AND EXCHANGE COMMISSION SEC FORM 20-IS

INFORMATION STATEMENT PURSUANT TO SECTION 20 OF THE SECURITIES REGULATION CODE

1. Check the appropriate box: [ ] Preliminary Information Statement

[ ] Definitive Information Statement 2. Name of Registrant as specified in its charter VANTAGE EQUITIES, INC. 3. Province, country or other jurisdiction of incorporation or organization:

Metro Manila, Philippines 4. SEC Identification Number: AS092-07059 5. BIR Tax Identification Number: 002-010-620 6. Address of Principal Office: 2005 East Tower, PSE Centre, Ortigas Center, Pasig

City, Metro Manila, Philippines, 1605 7. Registrant’s telephone number, including area code: (02) 689-8090 to 689-8093 8. Date, time, and place of the meeting of security holders: Date : 1 August 2015

Time : 3:00 p.m. Venue : Meralco Theatre, Ortigas Avenue, Pasig City

9. Approximate date on which the Information Statement is first to be sent or given to security

holders: 10 July 2015 10. Securities registered pursuant to Sections 8 and 12 of the Code (information on number of

shares and amount of debt is applicable only to corporate registrants):

Title of Each Class

Number of Shares of Common Stock Outstanding (net of Treasury Shares)

as of 31 May 2015

Common Stock

2,099,791,133

P1.00 par value Excluding Treasury Shares of 135,599,500

11. Are any or all of Registrant’s securities listed on a Stock Exchange?

Yes [] No []

If yes, disclose the name of such Stock Exchange and the class of securities listed therein: The Philippine Stock Exchange, Inc.

Common Stocks

WE ARE NOT ASKING OR REQUIRING YOU TO SEND US A PROXY

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GENERAL INFORMATION Item 1. Date, Time and Place of the Meeting of the Security Holders

Date: 1 August 2015 Time: 3:00 in the afternoon Place: Meralco Theatre, Ortigas Avenue, Pasig City

Complete address of the principal office of the Registrant: 2005 East Tower, PSE Centre, Ortigas Center, Pasig City, Metro Manila, Philippines, 1605

The approximate date on which the Information Statement will be sent or given to security holders is on 10 July 2015. Item 2. Dissenters’ Right of Appraisal The matters to be voted upon in the Annual Stockholders’ Meeting of Vantage Equities, Inc. (hereinafter, the ‘Company’) are not among the instances enumerated in Sections 42 and 81 of the Corporation Code whereby the right of appraisal, defined to be the right of any stockholder to dissent and demand payment of the fair value of his shares, may be exercised. The instances where the right of appraisal may be exercised are as follows:

1. In case any amendment to the Articles of Incorporation has the effect of changing or restricting the rights of any stockholder or class of shares, or of authorizing preferences in any respect superior to those outstanding shares of any class, or of extending or shortening the term of corporate existence;

2. In case of sale, lease, exchange, transfer, mortgage, pledge or other disposition of all or substantially all of the corporate property and assets;

3. In case the Company decides to invest its funds in another corporation or business outside of its primary purpose; and

4. In case of merger or consolidation. Under Section 82 of the Corporation Code, the appraisal right may be exercised by any stockholder who shall have voted against the proposed corporate action, by making a written demand on the Company within thirty (30) days after the date on which the vote was taken for payment of the fair value of his shares. However, failure to make the demand within such period shall be deemed a waiver of the appraisal right. If the proposed corporate action is implemented or effected, the Company shall pay to such stockholder, upon surrender of the certificate or certificates of stock representing his shares, the fair value thereof as of the day prior to the date on which the vote was taken, excluding any appreciation or depreciation in anticipation of such corporate action. If within a period of sixty (60) days from the date the corporate action was approved by the stockholders, the withdrawing stockholder and the Company cannot agree on the fair value of the shares, it shall be determined and appraised by three (3) disinterested persons, one of whom shall be named by the stockholder, another by the Company, and the third by the two thus chosen. The findings of the majority of the appraisers shall be final, and their award shall be paid by the Company within thirty (30) days after such award is made, provided that no payment shall be made to any dissenting stockholder unless the Company has unrestricted retained earnings in its books to cover such payment, and that upon payment by the Company of the agreed or awarded price, the stockholder shall forthwith transfer his shares to the Company.

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Item 3. Interest of Certain Person in or Opposition to Matters to be Acted Upon No person who has been a director, officer or nominee for election as Director of the Company, or an associate of such persons, have a substantial interest, direct or indirect, in any matter to be acted upon other than the election of Directors for the year 2015-2016.

No Director of the Company has informed the latter in writing that he intends to oppose any action to be taken by the Company at the meeting.

CONTROL AND COMPENSATION INFORMATION Item 4. Voting Securities and Principal Holders Thereof

(a) As of 31 May 2015, the Company has 2,099,791,133 outstanding common shares. Out of the 2,099,791,133 outstanding common shares, 1,630,564 common shares (0.08%) are owned by foreigners. Each common share shall be entitled to one vote with respect to all matters to be taken up during the Annual Stockholders’ Meeting.

(b) The record date for purposes of determining stockholders entitled to vote in the

Annual Stockholders' Meeting to be held on 1 August 2015 is set on 24 June 2015.

(c) In the forthcoming Annual Stockholders' Meeting, stockholders shall be entitled to elect nine (9) members of the Board of Directors. Each stockholder may vote such number of shares for as many as nine (9) persons he may choose to be elected from the list of nominees, or he may cumulate said shares and give one candidate as many votes as the number of his shares multiplied by nine (9) shall equal, or he may distribute them on the same principle among as many candidates as he shall see fit, provided that the total number of votes cast by him shall not exceed the number of shares owned by him multiplied by nine (9).

d) Security Ownership of Certain Beneficial Owners and Management

(1) Security Ownership of Certain Record and Beneficial Owners

1. Security Ownership of Certain Record and Beneficial Owners

As of 31 May 2015, Vantage Equities, Inc. knows no one who beneficially owns in excess of 5% of the Company’s common stock except as set forth in the following table:

Title of Class

Name and Address of

Record/Beneficial Owner

Relationship with the Company

Record (r) Beneficial (b) Owner

Citizenship

Number of Shares

Percent of

Class

Common PCD Nominee Corp. (*)

Stockholder r Filipino 2,170,543,762 97.10%

G/F MSE Building

Ayala Avenue, Makati

(*)PCD Nominee Corporation (PCDNC) is a wholly-owned subsidiary of Philippine Central Depository, Inc. (PCD). The beneficial owners of the shares under the name of PCDNC are PCD’s participants who hold the shares in their own behalf or in behalf of their respective clients. No single PCD participant currently owns more than 5% of the Corporation’s shares forming part of the PCDNC account except Wealth Securities, Inc., the beneficial owner of 1,873,413,633 common shares of the Corporation, equivalent to about 89.22% of the Corporation’s outstanding capital stock. No single beneficial owner of the shares registered in the name of Wealth Securities owns more than 5% of the outstanding capital stock of the Corporation except Creative Wisdom, Inc. which beneficially owns 884,350,718 common

shares of Vantage, or the equivalent of about 42.12% of the Corporation’s outstanding capital stock.

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Wealth Securities, Inc. is a broker and dealer in securities. It holds the shares of the Corporation in behalf of its clients. The beneficial owners of the Corporation’s securities held by Wealth Securities shall have the power to vote, dispose or direct the voting or disposition of the shares beneficially-owned by them. However, the beneficial owners normally designate and authorize Wealh Securities to vote or dispose or direct the voting or disposition of the Corporation’s shares beneficially-owned by them. Wealth Securities, on the other hand, has designated the following as its representatives in the annual meeting of the Corporation’s shareholders: Bian Co Sy, Ruby Sy Tan, Moises Ong Tan and Valentino Co Sy.

(2) Security Ownership of Management The following table shows the shares owned on record by the directors and executive officers of the Company as of 31 May 2015:

Title of Class Name

No. of Shares Citizenship Percentage

Common Ignacio B. Gimenez 12,500 Filipino 0.0006%

Common Roberto Z. Lorayes 25,000 Filipino 0.0012%

Common Valentino C. Sy 62,957,812 Filipino 2.9983%

Common Edmundo P. Bunyi, Jr. 6,262,500 Filipino 0.2982%

Common Joseph L. Ong 12,500 Filipino 0.0006%

Common Willy N. Ocier 10,284,740 Filipino 0.4898%

Common Wilson L. Sy 184,150,000 Filipino 8.7699%

Common Antonio R. Samson 62,500 Filipino 0.0030%

Common Gregorio T. Yu 2,100,500 Filipino 0.1000%

Common A. Bayani K. Tan 1,437 Filipino 0.0001%

All Directors and Officers as a group 265,869,489

12.6617%

(3) Voting Trust Holders of Five Percent (5%) or More

The Company is not aware of any party which holds any voting trust or any similar agreement for five percent (5%) or more of the Company’s voting securities.

(4) Changes in Control

The Company is not aware of any arrangement that may result in a change in control of the Company. There were also no changes in control of the Company since the beginning of the last fiscal year.

Item 5. Directors and Executive Officers

Material Pending Legal Proceedings The Company is not aware of any pending legal proceedings involving the members of its Board of Directors and its Executive Officers material to an evaluation of their ability and integrity, except as provided in the subsequent portion on Involvement in Certain Legal Proceedings.

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Directors, Executive Officers, Promoters, and Control Persons

Office Period Served Name Citizenship Age

Director 2003 to present Ignacio B. Gimenez Filipino 70

Director 2002 to present Valentino C. Sy Filipino 59

Chairman & CEO 2005 to present

Director 2006 to present Edmundo P. Bunyi, Jr. Filipino 50

President

Director 2003 to present Joseph L. Ong Filipino 61

Treasurer 2005 to present

Director 1999 to present Willy N. Ocier Filipino 58

Director 2003 to present Roberto Z. Lorayes Filipino 71

Director 1993 to 2000 & 2005 to present

Wilson L. Sy Filipino 62

Independent Director

2005 to present Antonio R. Samson Filipino 69

Independent Director

2013 to present Gregorio T. Yu Filipino 56

Corporate Secretary

1993 to present A. Bayani K. Tan Filipino 60

Assistant Corporate Secretary

2013 to present Adrian Francis S. Bustos Filipino 27

In accordance with the Corporation’s By-Laws, the members of the Board of Directors are elected annually and therefore serve for a year after election. All present members of the Board of Directors were elected during the annual stockholders’ meeting last year. The term of the current members of the Board shall hold office until the next stockholders’ meeting, or on 1 August 2015.

The following are brief write-ups for each of the Board of Directors and Executive Officers.

Valentino C. Sy Mr. Sy is currently the Chairman and Chief Executive Officer of the Company. He is also the Chairman of Yehey! Corporation and eBusiness Services, Inc. and a Director of Philequity Management, Inc. Concurrently, he is the Director of Wealth Securities (1998 to 2011) and the President of Equinox International Corp (1996 to present) and Wealth Securities (2011 to present). He holds a degree in Industrial Management Engineering from the De La Salle University. Edmundo P. Bunyi, Jr, Mr. Bunyi is currently the President and Chief Operations Officer of the Company. He became a Director of the Company in October 2006. Concurrently, he is a Director (2006-present) of Yehey! Corporation, an online search engine and web portal & e-Business Services, Inc., a Western Union franchise (2006-Jan, 2008). He was appointed President and Chief Executive Officer of eBusiness Services, Inc. effective February 2008 - present. He is also the President and Chief Operations Officer of Philequity Management, Inc., an investment company adviser, since October 2006. He is the former Senior Vice President and Treasurer of International Exchange Bank, Assistant Vice President and Head of FCDU & FX Sales of United Coconut Planters Bank, Assistant Manager for Corporate Banking Group of Far East Bank and Trust

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Company, and Assistant Manager for the Corporate Banking Department of Union Bank of the Philippines. He holds a degree in Management Engineering from the Ateneo de Manila University. Ignacio B. Gimenez Mr. Gimenez became a Director of the Company in 2003. Mr. Gimenez is the Chairman of Philequity Management, Inc. He is also the Chairman and President of the following mutual fund: Philequity Fund, Inc., (1994 to present), Philequity PSE Index Fund, Inc., Philequity Dollar Income Fund, Inc., and Philequity Peso Bond Fund, Inc., (1999 to present), Philequity Dividend Yield Fund (2012 to present), Philequity Balanced Fund, Inc., Philequity Foreign Currency Fixed Income, Philequity Resources Fund, Inc., and Philequity Strategic Growth Fund, Inc. (2008 to present). Concurrently, he is the Director of Yehey! Corporation and eBusiness Services Inc., (2007 to present). At the same time, he also holds positions as Director of PIFA-Philippine Investment Funds Association, and as the Corporate Secretary of I.B. Gimenez Securities, Inc. He holds a graduate degree in Business Administration from the Asian Institute of Management (1970) and a college degree from the University of the Philippines (1967). Joseph L. Ong Mr. Ong is the treasurer of the Company and became a director in 2003. He is also the treasurer of Yehey! Corp., eBusiness Services Inc, and Philequity Management Inc.. Currently, he is president of Chemcenter Corporation (1996 to present), a company engaged in import and distribution of industrial chemicals. Previously, he was connected with Exxon Chemical/Exxon Corp holding positions in sales, marketing, planning, and audit functions both here and abroad. He holds a degree in Chemical Engineering, Magna Cum Laude, from De La Salle University (1975). Willy N. Ocier Mr. Ocier has been a Director of the Company since 1999. He is also a Director of Yehey! Corporation, Philequity Management, Inc. and e-Business Services, Inc.. At the same time, he is also the Chairman and President of Pacific Online Systems Corporation (1999 to present) and serves as Vice Chairman of Belle Corporation and Co-Vice Chairman of Highlands Prime, Inc. (1999 to present). Concurrently, he is the Chairman of the Boards of the following corporations: (a) APC Group, Inc. (2005 to present) (b) Sinophil Corporation (2005 to present), (c) Premium Leisure and Amusement, Inc (1999 to present), (d) Tagaytay Midlands Golf Club, Inc. (1999 to present) and (e) Aragorn Power and Energy Corporation (1999 to present). He earned his Economics degree from the Ateneo de Manila University (1977). Roberto Z. Lorayes Mr. Lorayes became a Director of the Company in 2003. Currently, he is the Chairman (1994 – present) of Philequity Management, Inc., a fund management company, and President (1993 – present) of Strategic Equities Corporation, a stockbrokerage firm. In the past Mr. Lorayes served as the Chairman of Board of Governors of the Philippine Stock Exchange, as President of Manila Stock Exchange, as President of UBP Securities, as President of Citicorp, Scringeour, Vickers, and as the Chairman of the Investment Companies Association of the Philippines. He was also a Director of Philippine Central Depository. Prior to that, Mr. Lorayes was employed at the Bank of the Philippine Islands and Ayala Investment as the Senior Vice President. He received his Bachelor of Science in Commerce degree and Bachelor of Liberal Arts degree in De La Salle University and a Masters degree in Business Management from Ateneo de Manila University.

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Wilson L. Sy Mr. Sy was reelected to the Board in 2005. Currently, he is the Vice Chairman of Asian Alliance Holdings, Corp. and Director of Philequity Management, Inc., Yehey! Corporation, e-Business Services, Inc., Xcell Property Ventures, Inc. (2005 to present), and Monte Oro Resources & Energy, Inc. (2005 to present). Mr. Sy is also an Independent Director of the reporting corporations: The Country Club at Tagaytay Highlands, Inc., Tagaytay Highlands International Golf Club, Inc., Tagaytay Midlands Golf Club, Inc., and The Spa and Lodge at Tagaytay Highlands. He was a former Chairman of the Philippine Stock Exchange, Inc., (1994 to 1995). He holds a degree in Management Engineering from the Ateneo de Manila University (1975). Antonio R. Samson (Independent Director) Mr. Samson became a Director of the Company in 2005. He is also the Independent Director of Yehey! Corporation and Philequity Management, Inc., and a Director of e-Business Services, Inc.. Concurrently (2005 to present), he is the President of the Manila Chamber Orchestra Foundation and the Metropolitan Museumand the Chairman of the Advertising Foundation (2001 to present). He is also a columnist of Business World and Business Day Magazine. He holds a Bachelor’s degree in Economics from the Ateneo de Manila University (1966) and Masters of Business Administration from Asian Institute of Management (1971). Gregorio T. Yu (Independent Director) Mr. Yu is the Independent Director of the Company. He is also the Independent Director of Yehey! Corporation and Philequity Management, Inc. At the same time, he is the Director of the following companies: eBusiness Services, Inc., Philippine Airlines Inc., Philippine National Reinsurance Corporation, Iremit (2007 to present)., Unistar Credit and Finance Corporation, Glyph Studios, Inc., Prople BPO Inc, Jupiter Systems Inc., Nexus Technologies, Inc. (2001 to present),, Wordtext Systems Inc., Yehey Inc., CMB Partners Inc., Ballet Philippines, Manila Symphony Orchestra, Iripple Inc (2007 to present). Concurrently, he is also the chairman of the following companies: CATS Motors Inc., CATS Asian Cars Inc. and CATS Automobile Corp. Also (2000 to present), he is currently the Trustee of the Government Service Insurance System (2010 to present), as well as a Trustee of Xavier School, Inc. and Xavier School Educational and Trust Fund, Inc (1993 to present). He has been a Director and a Member of Executive Committee and Audit Committee of the International Exchange Bank (1995-2006). He graduated from De la Salle University with a Bachelor of Arts in Economics (Honors Program 1978), summa cum laude. Mr. Yu holds a graduate degree in Business Administration from Wharton School, University of Pennsylvania (1983) where he was in the Director’s Honor List. A. Bayani K. Tan Mr. A. Bayani K. Tan, 60, Filipino, is the Corporate Secretary of the Corporation (since January 1993). He is also a Director, Corporate Secretary or both of the following reporting and/or listed companies: Asia United Bank Corporation (since February 2014 as Corporate Secretary*, since June 2014 as Director*, Publicly-Listed), Belle Corporation (since 1994, Publicly-Listed), Coal Asia Holdings, Inc. (since July 2012, Publicly-Listed), Destiny Financial Plans, Inc. (since 2003), Discovery World Corporation (since March 2013 as Director, since July 2003 as Corporate Secretary, Publicly-Listed), First Abacus Financial Holdings Corp.(since May 1994, Publicly-Listed), I-Remit, Inc. (since May 2007, Publicly-Listed), Pacific Online Systems Corporation (since May 2007, Publicly-Listed), Philequity Balanced Fund, Inc. (since March 2010), Philequity Dividend Yield Fund, Inc. (since January 2013), Philequity Dollar Income Fund, Inc. (since March 1999), Philequity Foreign Currency Fixed Income Fund, Inc. (since March 2010), Philequity Fund, Inc. (since June 1997), Philequity Peso Bond Fund, Inc. (since June 2000), Philequity PSE Index Fund, Inc. (since February 1999), Philequity Resources Fund, Inc. (since

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March 2010), Philequity Strategic Growth Fund, Inc. (since April 2008), Premium Leisure Corp. (since December 1993, Publicly-Listed), Tagaytay Highlands International Golf Club, Inc. (since November 1993), Tagaytay Midlands Golf Club, Inc. (since June 1997), The Country Club at Tagaytay Highlands, Inc. (since August 1995), The Spa and Lodge at Tagaytay Highlands, Inc. (since December 1999), TKC Steel Corporation (since February 2007, Publicly-Listed), and Yehey! Corporation (since June 2004, Publicly-Listed). Mr. Tan is also a Director (since April 2015) and the Corporate Secretary (since December 2006) of Sterling Bank of Asia Inc. He is the Managing Partner of the law offices of Tan Venturanza Valdez (since it was established in 1988), Managing Director/President of Shamrock Development Corporation (since May 1988), Director of Destiny LendFund, Inc. (since December 2005) and Pascual Laboratories, Inc. (since March 2014), President of Catarman Chamber Elementary School Foundation, Inc. (since August 2012), Managing Trustee of SCTan Foundation, Inc. (since 1986), Trustee and Treasurer of Rebisco Foundation, Inc. (since April 2013) and Trustee and Corporate Secretary of St. Scholastica's Hospital, Inc. (since February 2011). Mr. Tan holds a Master of Laws degree from New York University (Class of 1988) and earned his Bachelor of Laws degree from the University of the Philippines (Class of 1980) where he was a member of the Order of the Purple Feather (U.P. College of Law Honor Society) and ranked ninth in his class. Mr. Tan passed the bar examinations in 1981 where he placed sixth. He has a Bachelor of Arts major in Political Science degree from the San Beda College (Class of 1976) from where he graduated Class Valedictorian and was awarded the medal for Academic Excellence. *As approved by Bangko Sentral ng Pilipinas on December 29, 2014

Adrian Francis S. Bustos Mr. Bustos is the Assistant Corporate Secretary of the Company. He is also currently the Corporate Secretary of Emerald Holdings Corporation, Emerald Headway Distributors, Inc., Emerald Digest, Inc., Emerald Bookazine, Inc., Mio Magazine Shop, Inc. and By-Line, Inc. He is likewise the Assistant Corporate Secretary of the following companies: Yehey! Corporation, Philequity group of funds (9 corporations), Palm Concepcion Power Corporation, Peakpower Energy, Inc., Peakpower Soccsargen, Inc., Peakpower San Francisco, Inc., JTKC Land, Inc.; The Country Club at Tagaytay Highlands, Inc.; Tagaytay Midlands Golf Club Inc.; The Discovery Leisure Company, Inc., Discovery Country Suites, Inc., Discovery Fleet Corporation and FHE Properties Inc. He was also a Director and Corporate Secretary of Angat Hydropower Corporation (2013-2014) and KWPP Holdings Corporation (2013-2014), and Assistant Corporate Secretary of I-Remit, Inc. (2013-2014). He obtained his Bachelor of Science degree in Business Administration and Bachelor of Laws degree from the University of the Philippines in 2008 and 2012, respectively. He is currently an associate of Tan Venturanza Valdez (2013 to date). He was formerly connected with Vicsal Investment, Inc. (2013) as a financial analyst and he is a Chartered Financial Analyst (CFA) level 1 passer. He was admitted to the Philippine bar in April 2013.

Independent Directors The nomination, pre-screening and election of independent directors were made in compliance with the requirements of the Revised Code of Corporate Governance and the Securities and Exchange Commission’s Guidelines on the Nomination and Election of Independent Directors which have been adopted and made part of the Corporation’s By-Laws. The Nomination Committee constituted by the Company’s Board of Directors, indorsed the respective nominations given in favor of Mr. Samson (by Mr. A. Bayani K. Tan) and Mr. Yu (by Mr. Edmundo Marco P. Bunyi, Jr.) as Independent Directors.

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The Nomination Committee, composed of Mr. Lorayes (Chairman), Mr. Yu and Mr. Ong, has determined that these nominees for independent directors possess all the qualifications and have none of the disqualifications for independent directors as set forth in the Company’s Amended Manual on Corporate Governance and Rule 38 of the Implementing Rules of the Securities Regulation Code (SRC). The nominees, whose required information are discussed above, are in no way related to the stockholders who nominated them and have signified their acceptance of the nominations. These nominees are expected to attend the scheduled Annual Stockholders’ Meeting. Significant Employees The Company has no significant employees. Family Relationships Among Directors

Messrs. Valentino Sy and Wilson Sy are brothers. Involvement in Certain Legal Proceedings The Company and its major subsidiaries and associates are not involved in, nor are any of their properties subject to, any material legal proceedings that could potentially affect their operations and financial capabilities. Except as provided below, the Company is not aware of any of the following events wherein any of its directors, nominees for election as director, executive officers, underwriter or control person were involved during the past five (5) years up to the latest date:

(a) Any bankruptcy petition filed by or against any business of which any of the above persons was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time;

(b) Any order, judgment, or decree, not subsequently reversed, suspended or vacated,

of any court of competent jurisdiction, domestic or foreign, permanently or temporarily enjoining, barring, suspending or otherwise limiting the involvement of any of the above persons in any type of business, securities, commodities or banking activities; and

(c) Any finding by a domestic or foreign court of competent jurisdiction (in civil action),

the SEC or comparable foreign body, or a domestic or foreign exchange or electronic marketplace or self-regulatory organization, that any of the above persons has violated a securities or commodities law, and the judgment has not been reversed, suspended, or vacated.

As a result of the delay in the delivery of the facilities of the Universal Leisure Club, Inc., some of its members initiated a Complaint for Estafa (I.S. No. 08K-19713) against ULC, the Universal Rightfield Property Holdings, Inc. and the Universal Leisure Corp., as well as their respective officers and directors, including their former Corporate Secretary, Atty. A. Bayani K. Tan, the incumbent Corporate Secretary of the Corporation. The Complaint was submitted for resolution in 2009 and was acted upon and dismissed by the City Prosecutor of Manila (OCP) only on March 18, 2013. Complainants belatedly filed motion for reconsideration for which reason, among others, the OCP denied motion on June 16, 2014. A Petition for Review dated March 31, 2014 was filed by the Complainant before the Department of Justice (DOJ). On August 7, 2014, Atty. Tan filed his Comment to the said Petition. In a Resolution dated

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April 17, 2015, the Petition for Review was denied and the DOJ dismissed the complaint for Estafa.

Certain Relationships and Related Transactions The Company has not been a party during the last two (2) years to any other transaction or proposed transaction, in which any director or executive officer of the Company, or any security holder owning 10% or more of the securities of the Company or any member of the immediate family of such persons, had a direct or indirect material interest. Vantage Equities, Inc. is not under the control of any parent company. Parties are considered to be related if one party has the ability to control the other party or exercise significant influence over the other party in making financial and operating decision. This includes: (a) individuals owning, directly or indirectly through one or more intermediaries, control, or are controlled by, or under common control with, the Group; (b) associates; and, (c) individuals owning, directly or indirectly, an interest in the voting power of the Group that gives them significant influence over the Group and close members of the family of any such individual. The following are the Corporation’s Related Party Transactions with its subsidiaries, which were eliminated in the consolidated financial statements. These transactions are based on terms similar to those offered to non-related parties and are settled in cash.

1. The Company waived the collection of rental for the lease of office of Yehey! for the

year 2013.

2. In 2014, 2013 and 2012, the Parent Company paid certain expenses of e-Business,

eBusiness Financial, Yehey!, PEMI and iCurrencies, which were later billed for

reimbursement. 3. In February 2013, the Company provided advances to Vantage Equities Exchange

Traded Fund, Inc. (ETF) amounting to P=252.02 million as a seed capital for its incorporation and registration to SEC, which was paid back in October and November 2014 as the incorporation of the Fund did not continue.

4. The Company extended advances to Fifth Agency Unified Services, Inc. for working

capital purposes.

The following table presents the balances of material intercompany transactions of the Group as of and for the years ended December 31, 2014 and 2013:

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Disagreement with Director None of the Directors have resigned or have declined to stand for re-election to the Board of Directors since the date of the last annual meeting of security holders because of a disagreement with the Company on any matter relating to the Company’s operations, policies, or practices.

Item 6. Compensation of Directors and Executive Officers

Summary Compensation Table (Annual Compensation) Except for Messrs. Edmundo P. Bunyi, Jr., all of the Company’s directors and officers have not received any form of compensation from inception up to present other than a per diem of P6,000.00 (net of withholding tax) for each meeting attended and annual per diem during stockholders’ meeting. There is no employment contract between the Company and the above-named executive officer or current executive officers. In addition, except as provided below, there are no compensatory plans or arrangements with respect named executive officers that resulted in or will result from the resignation, retirement or termination of such executive director or from a change-in-control in the Company.

Summary Compensation Table (Annual Compensation)

* The

*Valentino C. Sy (Chairman & CEO), Edmundo P. Bunyi (President), and Joseph L. Ong (Treasurer)

Item 7. Independent Public Accountants

The Company’s Board of Directors reviews and approves the engagement of services of the Company external auditors, who are appointed upon the recommendation of the Audit Committee, and which appointment shall be ratified by the stockholders during the annual stockholders’ meeting. The Chairman of the Company’s Audit Committee is Mr. Gregorio T. Yu, an independent director. The two other members of the Committee are Mr. Antonio R. Samson and Mr. Edmundo P. Bunyi, Jr. The principal accountants and external auditors of the Company is the accounting firm of SyCip, Gorres, Velayo & Company (“SGV & Co.”) with address at SGV Building, 6760 Ayala Avenue, Makati City. The Corporation has retained the services of SGV & Co. for several years now. There have been no changes in and any disagreements with said accountants in the last five (5) years on any accounting and financial disclosures. In compliance with SRC Rule 68(3)(b)(iv), as amended, the assignment of SGV’s engagement partner for the Fund shall not exceed five (5) consecutive years. Ms. Josephine Adrienne Abarca was assigned as SGV’s engagement partner in 2012 and Mr. Michael C. Sabado from 2013 to present.

Name and Principal Position

Year Annual Compensation

CEO and most highly compensated 2015 (Estimate) 3,947,577

executive officers* 2014 3,947,577

2013 3,923,453

Directors as a group (unnamed) 2015 (Estimate) 1,761,173

2014 1,691,765

2013 1,494,118

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SGV is recommended for re-appointment for 2015. The aggregate fees billed for each of the last two years for professional services rendered by the Company's external auditors in connection with annual audit of the Consolidated and Parent Company Financial Statements for statutory and regulatory filings are summarized below:

2015 2014

Audit fee 725,260 711,040

Tax Services - -

Other Fees - -

TOTAL 725,260 711,040

The Independent Accountant does not render tax accounting compliance, advice, planning and other forms of tax services for the Corporation. The Independent Accountant also does not render other services for the Corporation.

It is the policy of the Company that any draft audit report must first be reviewed by the Audit Committee (the members of said Committee being composed of Mr. Gregorio T. Yu (Chairman), Mr. Antonio R. Samson and Mr. Edmundo P. Bunyi (Members) prior to said report being endorsed to the Board of Directors for approval.

Representatives of SGV are expected to be present at the Annual Stockholders’ Meeting, with the opportunity to make a statement if they so desire and to answer appropriate questions from the stockholders.

OTHER MATTERS

Item 15. Action with Respect to Reports

The Company will seek the approval by the stockholders of the Minutes of the previous Stockholders' Meeting during which the following were taken up: (1) Call to Order, (2) Proof of Notice of Meeting, (3) Certification of Quorum, (4) Approval of the Minutes of the Previous Meeting of Stockholders, (5) Approval of 2013 Operations and Results, (6) Ratification of all Acts of the Board of Directors and Officers, (7) Election of Directors, (8) Appointment of External Auditors, (9) Amendment of Articles of Incorporation to reflect change in its principal office, (10) Other Matters, (11) Adjournment. Management reports which summarize the acts of management for the year 2014, are included in the Company’s Annual Report to be sent to the stockholders together with this Information Statement and shall be submitted for approval by the stockholders at the meeting. Accordingly, approval of the Annual Report will constitute approval and ratification of the acts of Management stated in the Management Report during the period covered thereof. Item 16. Matters Not Required to be Submitted

No action is to be taken with respect to any matter which is not required to be submitted to a vote of security holders. Item 17. Issuance of 100% Stock Dividends and Increase of Authorized Capital Stock The Board of Directors in their meeting held on 19 May 2015 approved (i) the declaration of One

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Hundred Percent (100%) stock dividends, and (ii) the increase in the Corporation’s authorized capital stock, from Two Billion Two Hundred Fifty Million (2,250,000,000) common shares to Five Billion (5,000,000,000) common shares with par value of P1.00 each share, to accommodate the subscriptions arising from such declaration of stock dividends. The foregoing approvals are both subject to the ratification by at least two-thirds (2/3) of the outstanding capital stock of the Corporation in the annual stockholders’ meeting to be held on 1 August 2015, and the approval by the Securities and Exchange Commission. The record date and payment date will be set by the Board at a later meeting after securing the afore-stated ratifications and approvals. The reason for the declaration of stock dividends is to distribute the retained earnings of the Corporation to its shareholders. For this purpose, an increase of authorized capital stock was necessary, since the unissued common shares of the Corporation was insufficient to cover the stock dividends declared. Item 18. Other Proposed Actions The items covered with respect to the ratification of the acts of the Board of Directors and officers for the past year up to the date of the meeting are those items entered into in the ordinary course of business, such as the opening of bank accounts and designation of bank signatories, financing activities of the Company, and other requirements in connection with the Company’s operations. Item 19. Voting Procedures

a. Actions to be taken at the Annual Stockholders’ Meeting shall require the vote of the stockholders representing at least a majority of the Company’s outstanding capital stock.

b. Three inspectors shall be appointed by the Board of Directors before or at each meeting of

the stockholders, at which an election of directors shall take place; if no such appointment shall have been made or if the inspectors appointed by the Board of Directors refused to act or fail to attend then the appointment shall be made by the presiding officer of the meeting.

c. Stockholders may vote at all meetings either in person or by proxy duly given in writing in

favor of any person of their confidence and each stockholder shall be entitled to one vote for each share of stock standing in his name in the books of the corporation; provided, however, that in the election of Directors, each stockholder shall be entitled to cumulate his votes in the manner provided for by law.

d. The By-Laws of the Company is silent as to the method by which votes are to be counted. In

practice, however, the same is done by the raising of hands or viva voce. e. Upon confirmation by the inspectors that there is a mathematical impossibility for certain

nominees to be elected into office based on proxies held and votes present/represented in the meeting, the actual casting and counting of votes for the election of Directors may be dispensed with. If actual counting of votes cannot be dispensed with, the appointed inspectors mentioned in item (b), or in their absence, the auditors of the Company present during the meeting, are authorized to count the votes cast.

Items 8, 9, 10, 11, 12, 13, and 14 are not responded to in this report, the Company having no intention to take any action with respect to the information required therein.

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VANTAGE EQUITIES, INC.

BUSINESS AND GENERAL INFORMATION Vantage Equities, Inc. (the “Corporation”), formerly iVantage Corporation, was incorporated in 20 October 1992 and is organized as an investment and financial holding company. It has authorized capital stock of One Billion Nine Hundred Million Pesos(P1,900,000,000), all of which are in common shares with a par value of P1.00 per share. Of the authorized capital stock, 1,788,312,570 are outstanding and 111,687,430 remain unsubscribed. On 12 January 2009, Securities & Exchange Commission (SEC) approved the increase of authorized capital stock of the Corporation to Two Billion Two Hundred Fifty Million Pesos P2,250,000,000.00. Furthermore, the SEC has authorized the Corporation to issue 447,078,142 common shares out of its authorized but unissued capital stock to cover the twenty five percent (25%) stock dividend declared by the Corporation’s Board of Directors on 4 June 2008 and ratified by its shareholders on 27 June 2008. As of 31 March 2015, the Corporation. has an authorized capital stock of Two Billion Two Hundred Fifty Million Pesos (P2,250,000,000.00) divided into 2,250,000,000 common shares with par value of P1.00 per share. Out of the authorized capital stock, 2,235,390,633 shares are issued and 14,609,367 shares are unsubscribed. The Corporation reverted to its original name by majority vote of the Board of Directors in November 2007, which the Securities and Exchange Commission subsequently approved in April 2008. The change in corporate name is consistent with the Company’s re-alignment of its investment focus towards the broad financial sector vis-a-vis its information technology focus during the early 2000’s. Purpose

The Company was originally organized with the primary purpose of oil and gas exploration, and investments and developments as among its secondary purposes. On 3 October 2000, the Securities and Exchange Commission (SEC) approved the change in the Corporation’s primary purpose to financial holdings and investments, including but not limited to information technology companies and related ventures. Since the Registrant is an investment holding company, it is not competing in terms of sales and is not dependent upon a single customer or a few customers. Also, it needs no government approval of principal products or services and no cost and effect of compliance with environmental laws. Investments In June 2006, the Corporation divested its shareholdings in International Exchange Bank (“iBank”), its largest single investment at that time. The iBank sale generated P 2.9 billion in cash and a P1.6 billion gain, capping an 11-year investment period that yielded a 16% compound annual return. The PSE Index, by comparison, only broke even during the same period. The divestment was timely in light of the substantial decline in financial markets in the following years. The Corporation decided to invest its P2.9 billion “war chest” in portfolio of equity and fixed-income securities. The mandate is to attain above market returns while adhering to prudent risk parameters, i.e. credit, liquidity and market risk. For this purpose, the Company hired its current President in October 2006 along with a team of finance professionals. The current team is also tasked to further professionalize management of the Vantage Group of Companies. The operating subsidiaries that comprise the Vantage Group are the following:

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e-Business Services, Inc. (“eBiz”) - 100% ownership eBiz traces its beginnings as the first Asia-Pacific direct agent of Western Union, an International money transfer service provider. Aside from money transfer services, eBiz also offers Philequity Mutual Funds, eLoad, Bayad Center bills payment center and Cebu Pacific, Air Asia and FETA ticketing services. Starting from just 3 service centers in 1999, eBiz today operates 160 branches located in major cities and hubs throughout the country. The company-owned branches are complemented by a network of sub-agents that effectively enables eBiz to extend its geographic reach to over 1,400 locations nationwide. eBiz agent-partners include some of the biggest commercial banks, supermarket chains and pawnshops in the country. Because of its reach and service excellence, eBiz hit over 5.7 million transactions worth in excess of USD 1.1 billion in 2014. eBiz Financial – 100% ownership eBiz Financial is wholly owned by e-Business. eBiz Financial was incorporated on 11 April 2005 and started commercial operations on 9 May 2005. eBiz Financial is engaged in financing business. iCurrencies – 100% ownership iCurrencies, Inc. was incorporated on 3 February 2000 and started commercial operations on 31 May 2000. iCurrencies is organized primarily to engage in the business of buying and selling of foreign currencies. In May 2001, the iCurrencies effectively stopped its business of buying and selling currencies as a result of Bangko Sentral ng Pilipinas Circular No. 264, issued on 26 October 2000. Among others, the new circular required additional documentation for sale of foreign currencies and required Foreign Exchange Corporations (FxCorps) to have a minimum paid-up capital of P50.0 million. The Circular effectively aligned the regulations under which FxCorps are to operate to that of banks. To avoid duplication and direct competition with its previous major stockholder, iCurrencies decided to stop its business of buying and selling foreign currencies. The stockholders likewise decided not to increase its paid-up capital. In the meantime, iCurrencies is sustained by income on its investments and interest income on its funds while awaiting for regulatory changes. Philequity Balanced Fund, Inc. – 100% ownership The Fund is engaged in selling its capital to the public and investing the proceeds in diversified portfolio of peso-denominated fixed-income and equity securities. As of 31 May 2014, the Fund has not yet launched its capital shares to the public. Philequity Foreign Currency Fixed Income, Inc. – 100% ownership The Fund is engaged in selling its capital to the public and investing the proceeds in diversified portfolio of foreign currency denominated fixed-income securities. As of 31 May 2014, the Fund has not yet launched its capital shares to the public. Philequity Dividend Yield Fund, Inc. – 100% ownership The Fund is engaged in selling its capital to the public and investing the proceeds in diversified portfolio of equity securities. On January 22, 2014, the Fund officially launched its capital shares to the public.

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On August 30, 2014, the Parent Company has lost control over PDYF. As of December 31, 2014, Vantage owns 49.89% interest in PDYF. Yehey! Corporation (“Yehey”) – 66.95% ownership From a pioneering web portal in the late 1990’s, Yehey has grown into a leading digital on-line marketing solutions provider in the country. The company currently counts several established corporation in its roster of customers. To support its growth, Vantage infused P250 million capital in Yehey in 2007. The following year, Vantage also declared and distributed a 5% property dividend in the form of Yehey shares. This has reduced Vantage’s ownership in Yehey to 68% from 99% pre-dividend. The balance of 32% is now owned by Vantage shareholders by way of said property dividend. The property dividend has transformed Yehey into a widely-held company that qualifies it to list by way of introduction in the Philippine Stock Exchange (PSE). On October 18, 2012, Yehey was listed in the PSE. In 2012, Vantage disposed 3,891,000 shares of Yehey decreasing the ownership in Yehey from 68% to 67%. Philequity Management, Inc. (“PEMI”) – 51% ownership Philequity Management, Inc. (PEMI) is an investment management company established in 1993. PEMI is proud to be the investment manager and principal distributor of Philequity Fund, Inc. (PEFI), the Philippines’ best performing equity mutual fund. PEFI has been awarded by the Philippine Investment Funds Association (PIFA) as the best performing equity fund in the 10-year category, 2nd place in the 3 and 5-year categories. Philequity Peso Bond Fund, Inc. (PPBF) was also recognized by PIFA garnering 2nd place in the 5-year return category. Likewise, Philequity Dollar Income Fund, Inc. (PDIF) earned 1st place in the 5-year return category.

Government Regulation and Environmental Compliance The Corporation does not need any government approval for its principal products or services and is not required to comply with specific environmental laws. Distribution Methods of Products and Services The Corporation, being a financial holding and investment company, has no distribution methods of products and services. Competition Vantage Equities Inc. is a publicly-listed holding company whose main focus is to make strategic investments in companies that are in the financial services industry. Under the Philippine Stock Exchange (PSE) there are about seventeen companies that are classified as holding firms with about P585-billion in float-adjusted market capitalization. Most of the holding companies are owned by well-known families in the Philippines which have diversified investments ranging from properties, banking, food, power and retail. Most of the firms in this industry can be labeled as mature and has a long track record of existence as such there are not many changes in terms of additions in this industry. Although the Corporation is not listed in this sector of the PSE, there are similar companies that we would consider its competitors and we think would be appropriate to do a comparison. Two main aspects where firms in this industry compete on are pricing and services. Firms offering more

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competitive pricing coupled with excellent customer service normally increase the popularity of their brand and thus their appeal to retail and institutional clients. In addition companies with complementary businesses often win clients by packaging themselves as a one-stop shop service provider. The closest competitor of Vantage equities that have financial services business under their company is Aboitiz Equity Ventures (AEV) which has UnionBank and CitiSavings under its financial segment. AEV has a market capitalization of about P318-billion as of May 25, 2015 and has three business segments namely power, financial services and food. In terms of size and market capitalization, Vantage Equities pales in comparison but the main advantage of Vantage Equities is its combination of two financial services business namely Philequity Management, Inc. and e-Business Services, Inc. Philequity Management Inc has one of the best performing mutual funds in the Philippines since 1994, Philequity Fund Inc. e-Business Services Inc, meanwhile has close to 160 branches

nationwide and is one of the top players in a growing money remittance business.

Competition of Subsidiaries eBusiness Services, Inc. (“eBiz”) - 100% ownership eBiz is characterized by a relatively strong competition among direct agents and sub-agents of Western Union. Agents primarily compete through location and customer service. It appears that the competition with other money transfer companies like Moneygram, Xoom, iRemit does not substantially affect the business of the Corporation. Philequity Management, Inc. (“PEMI”) – 51% ownership According to data tracked by the Philippine Investment Funds Association, the Philippine mutual fund industry is continuously growing with 53 mutual funds as of December 2014 compared to 49 funds a year ago. The industry continues to benefit from the lowered interest rates and limited access to SDA accounts set by the Banko Sentral in 2013. As of December 2014, mutual funds manage over P 228 billion in net assets versus P 211 billion a year ago. The industry is divided into 4 categories – stock, bond, balanced and money market funds. Majority of total assets under management (AUM) is invested in bond (41%) and stock (39%) funds which make up 80% of total market share. Philequity Management, Inc. (PEMI) does not offer balanced and money market funds and only offers five funds to the public -- Philequity Fund, Inc. (PEFI), Philequity PSE Index Fund, Inc. (PPSE), Philequity Dividend Yield Fund, Inc. (PDYF), Philequity Peso Bond Fund, Inc. (PPBF), and Philequity Dollar Income Fund, Inc. (PDIF). PEMI only competes in stock and bond funds. Investors often use a funds’ performance as a gauge for comparison when choosing a mutual fund. In terms of performance, investors look at funds that have the highest return in their respective category as the basis for choosing a fund-- the higher the return, the more attractive the fund. Investors also look to a funds’ outperformance over the respective benchmark as a second form of comparison. The greater the outperformance over the benchmark, the more attractive the fund. It is important to note that not all benchmarks in a fund category are aligned. For instance, a stock fund uses 100% the Philippine Stock Exchange Index (PSEi) as its benchmark. Another stock fund might use a 90-10 approach where 90% is composed of the PSEi and the remainder 10% is composed of a 91-day T-bill. As a result, investors tend to use consistency as the basis, where a fund (1) continuously outperforms its peers and (2) continuously outperforms its respective benchmark. The industry does not have an aligned fee structure charged to their clients and as a result, investors look for the lowest sales load, management fee and exit fees and other fees involved that are charged by a mutual fund. Mutual funds that charge the lowest fees and

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have a lower minimum holding period are considered the main competitors of PEMI in terms of fees. In terms of distribution, PEMI’s main competitors in the industry are Ayala Life Fund Management, First Metro Asset Management, ATR Kim Eng Asset Management, Philam Life Asset Management, Sun Life Asset Management, and Grepalife Asset Management. The former three are large banking institutions while the latter three are renowned insurance companies—all six companies have vast distribution channels through their network of branches or through their network of agents/financial advisors. Yehey! Corporation – 66.95% ownership Yehey! considers the following as competitors:

Digital Agencies

Advertising Agencies

The Company considers the digital agencies as their direct competitors while the advertising agencies and media agencies are considered indirect competitors. Digital Agencies are agencies that deliver services for the creative and technical developments of internet based products. These services range from the more Common services such as web design, e-mail marketing and microsites etc. to the more specialist such as viral campaigns, banner advertising, search engine optimization, podcasting or widget development and more. Digital agencies in the country include the following: NUWORKS Interactive A digital agency which builds brand content environments and develop brand equity. This company executes campaigns across online, mobile and tablet-based platforms and provides an End-to-End digital solution to its clients. Its services include creative technologies, social app development, game design and development, mobile app development, website solutions, social media management, digital strategy and online media services. SNAPWORX Digital Interactive is a performance-based digital marketing agency with a mission to provide tools driving growth to difference types of business with the essence of digital marketing – engine marketing, mobile marketing and social media marketing solutions. iProspect Philippines

iProspect is a search engine marketing company offering SEO, PPC and online marketing solutions. Hashtag Digital Inc. Founded in 2013 by a team with a collective experience of 20 years in the digital terrain, Hashtag Digital Inc aims to build lasting relationships with its clients while providing full-assault digital marketing strategies in display advertising, social media marketing, search engine marketing, email marketing, e-commerce implementation, retargeting, analytics, social activation events and blogger relations. Movent Movent offers an integrated marketing suite composed of strategy, creative, media and production services. Havoc Havoc is a premier digital marketing company in the country with over 10 years of experience in creating digital properties, it helps its clients strategize and develop campaigns that will

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maximize their brand in the online space. They specialize on advertising sales presentations, digital media planning and buying, web development, online communities, blog marketing and e-commerce. Advertising Agencies (Association of Accredited Advertising Agency): These agencies are service businesses dedicated to create, plan and handle advertising for its clients. They also provide an outside point of view to the effort of selling the clients products or services. They also produce works for many types of media, creating integrated marketing communications. The top advertising agencies in the country are McCann-Erickson Philippines, Ogilvy & Mather, TBWA Santiago-Manganda-Puno, BBDO-Guerrero, Ace Saatchi & Saatchi, Jimenez Basic and J. Walter Thompson. The very essence of Yehey’s competitive advantage lies in its being the first to complete the end-to-end digital marketing solutions offering. Almost all companies that are in the business of digital marketing concentrate on either website development, or online media buying, or search engine optimization, or on digital PR, or their digital marketing services remain as added service to their existing above the line advertising efforts. Yehey!, with its complete suite of services can offer its customers a more comprehensive digital marketing solutions package at the best possible value and with best advertising mileage in the digital space.

Financial Risk Management

The main risks arising from the Group’s financial instruments are liquidity risk, credit risk and market risk. The BOD reviews and approves the policies for managing each risk and these are summarized below:

Credit Risk is the risk that the Group will incur a loss because its customers or counterparties fail to discharge their contractual obligations. The Group manages and controls credit risk by trading only with recognized, creditworthy third parties. It is the Group’s policy that all customers who wish to trade on credit terms are subject to credit verification procedures. In addition, receivable balances are monitored on an ongoing basis with the result that the Group’s exposure to bad debts is not significant.

There are no significant concentrations of credit risk within the Group.

Since the group trades only with recognized third parties, there is no requirement for collateral.

Liquidity Risk is the risk that the Group will be unable to meet its obligations when they fall due under normal and stress circumstances. To limit the risk, the Group closely monitors its cash flows and ensures that credit facilities are available to meet its obligations as and when they fall due. The Group also has a committed line of credit that it can access to meet liquidity needs. Any excess cash is invested in short-money market placements. These placements are maintained to meet maturing obligations.

Market Risk is the risk that movements of market prices will adversely affect the Group’s financial condition. In managing its market risk exposure, the Group focuses on managing the pric (risk of loss arising from any change in the value of any asset or trading instrument) and foreign exchange risks (risk of loss arising from fluctuations in exchange rates).

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Financial Performance The Company derived its revenues from various activities:

2014 2013 2012

Gain on sale of AFS investments P=372,014,407 P=339,657,175 P=333,663,314

Commission income 331,285,257 342,445,176 313,304,937

Interest income from:

AFS investments 65,906,254 94,940,548 85,374,345

Cash and cash equivalents 14,976,677 20,389,850 22,511,417

Financial assets at FVPL 1,306,128 9,050,698 7,298,146

Unquoted debt securities - 2,447,787 16,777,043

Others 15,350 - -

Share in foreign exchange differential 98,710,624 99,817,586 81,507,179

Management fee and service income 191,021,420 137,408,816 87,633,738

Money changing gain 83,570,705 74,663,400 34,076,538

Dividend income 62,843,063 33,743,756 37,039,014

Advertising, web development and internet service 19,405,014 18,484,881 31,417,088

Income from business partners 14,144,149 14,689,538 8,348,495

Others - - -

TOTAL P=1,255,199,048 P=1,187,739,211 P=1,058,951,254

As of December 31, 2014, the Company has a total of 527 employees as broken down below and are

not subject to Collective Bargaining Agreements (CBA).

Position No. Of

Employees

Anticipated No. of Additional

Employees

Executive 1 -

Senior Officer 7 -

Manager 21 -

Supervisor 29 -

Staff 469 -

TOTAL 527 -

The Corporation believes that it has maintained amicable relationships with the rank and file and does not anticipate any labor-management issues to arise in the near term. The Corporation believes that its relationship with its employees have been consistently good and productive. Properties

Vantage Equities, Inc. - Parent Office Condominium - The condominium unit is located at Unit 2005 East Tower, PSE Centre, Exchange Road, Ortigas Center, Pasig City. This is depreciated over an estimated useful life of 20 years and accounted for on a straight-line basis. Office Improvements - These are improvements made to the Company's office space and being depreciated over an estimated useful life of 4 years accounted for on a straight line basis.

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Furniture, Fixtures and Equipment - These equipments are used by the Company in conducting its daily operations and located at Unit 2005 East Tower, PSE Centre,Exchange Road, Ortigas Center, Pasig City. These assets are being depreciated over an estimated useful life of 3-10 years and accounted for on a straight line basis. Transportation Equipment - These equipments are used by the Company in conducting its daily operations and depreciated over 5 years and accounted for on a straight line basis. eBusiness Services, Inc. (“eBiz”) - 100% ownership Transportation Equipment - These equipments are used by the Company in conducting its daily operations and being depreciated over an estimated useful life of 4-5 years. Leasehold Improvements - The Company leases the spaces occupied by its branches with varying period of up to fifteen (15) years and renewable on such terms and conditions as shall be mutually accepted by the Company and the lessors. These leases are accounted for on a straight-line basis over the lease term. Improvements are amortized over two to five years. Office Furniture and Equipment - This furniture and equipment are used by the Company in conducting its daily operations and being depreciated over an estimated useful life of 3 years. These assets are located at the Company's Head Office in 20/F East Tower, PSE Centre, Ortigas Center, Pasig City and various branches all over the Philippines. Software License and Software Development – These pertains to the accounting software used by the company and amortized over a period 3 years accounted for on a straight line basis. eBiz Financial Services, Inc. – 100% ownership The Company does not own any properties. iCurrencies, Inc. – 100% ownership The Company does not own any properties and already effectively stopped its business of buying and selling of currencies in May 2001 as a result of Bangko Sentral ng Pilipinas Circular No, 264, issued on October 26, 2000. Philequity Balanced Fund, Inc. – 100% ownership The Fund is not yet offered to the public and does not own any properties. Philequity Foreign Currency Fixed Income Fund, Inc. – 100% ownership The Fund is not yet offered to the public and does not own any properties. Philequity Dividend Yield Fund, Inc. – 100% ownership The Fund is not yet offered to the public and does not own any properties. Yehey! Corporation – 66.95% ownership Server and Network Equipment - These equipments are used by the Company in conducting its daily operations and being depreciated over an estimated useful life of 3 years. These equipments are located at 1801-A East Tower PSE Center Brgy. San Antonio, Pasig City.

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Furniture, Fixture and Office Equipment - These equipments are used by the Company in conducting its daily operations and being depreciated over an estimated useful life of 3 years. These equipments are located at 1801-A East Tower PSE Center Brgy. San Antonio, Pasig City. Transportation Equipment - These equipments are used by the Company in conducting its daily operations and depreciated over 5 years and accounted for on a straight line basis Leasehold Improvement - The Company is leasing its office at 1801-A East Tower PSE Center Brgy. San Antonio, Pasig City. Improvements are amortized over four years. Software License – This pertains to Microsoft licenses and software used for “Kaban Project” and is being amortized over a period of 3 years and accounted for on a straight line basis. Philequity Management, Inc. – 51% ownership IT Equipment - These equipments are used by the Company in conducting its daily operations. Leasehold Improvement - The Company is leasing its office space from ASIA PACIFIC BUILDWARE CORP. located at Unit E-2004A 20/F, East Tower, PSE Centre, Exchange Road, Ortigas Center, Pasig City. The term of the contract is for a period of five (5) years from April 1, 2012 to March 31, 2015. Improvements are amortized over three to four years. Office Equipment - These equipments are already fully-depreciated but still in use by the Company in conducting its daily operations and are depreciated over the estimated useful life of 5 years. These office equipments are located at 2004A East Tower, PSE Centre, Exchange Road, Ortigas Center, Pasig City Office Furniture - This furniture is used by the Company in conducting its daily operations and being depreciated over an estimated useful life of 5 years. Said office furniture are located in 2004A East Tower, PSE Centre, Exchange Road, Ortigas Center, Pasig City These properties are free from mortgage or lien. The Company has no plan of acquiring a property in the next twelve months.

Legal Proceedings

3.1. G.R. No. 190477, captioned “Sure Express World Wide Corp. vs Hon. Court of Appeals and e-Business Services Inc. et. al”;Supreme Court, Manila

Civil Case No. MC-05-2840 captioned “eBusiness Services Inc. vs. Sure Express World Wide Corp.”; RTC Branch 214, Mandaluyong City

E-Business filed a civil action against Sure Express to comply with its obligations under the Money Transfer Service Agreement and to pay the sum of Php 508,003.75 and US$ 22,710.16 plus attorney’s fees and damages. On September 27, 2007, the lower Court rendered a decision against Sure Express. Sure Express appealed before the Court of Appeals and thereafter the Supreme Court. The Supreme Court rendered a decision on February 03, 2010 dismissing the petition which became final and executory on April 12, 2010. Valerio & Associates law firm filed its Entry of Appearance before the RTC Branch 214 on February 1, 2012 and thereafter on March 14, 2012 a Motion for Execution of Judgment

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which was granted on July 17, 2012. Considering that the whereabouts of Sure Express is unknown, the writ of execution remained unimplemented.

3.2.Criminal Case No. MC-09-12289, captioned “People of the Philippines vs. Noriel G. Requiso”; for: Qualified Theft RTC 214, Mandaluyong City

This is a criminal case filed by e-Business as private complainant against accused Noriel Requiso on December 9, 2008 after the latter unlawfully took the sum of Php 1,150,000.00 from the vault of E-Business’ Edsa Market Place. On June 5, 2009, E-Business filed a Motion to Cancel Passport of the accused who was then known to be abroad. However, the Court denied aforesaid motion. Considering that the warrant of arrest cannot be implemented since accused whereabouts is unknown, the instant case is archived.

3.3. XV-06-INV-14G-00749, captioned “e-Business Services, Inc. vs. Kristine Pusing”; for: Qualified Theft Office of the City Prosecutor, Mandaluyong City

A complaint for Qualified Theft was filed against Kristine Pusing, a former teller of e-Business after the latter illegally took the money in the total amount of Php249,868.54 on September 07, 2013. Respondent failed to appear during the preliminary investigaton; hence, the case was submitted for resolution of the investigating fiscal on August 20, 2014.

3.4. XV-01-INV-14G-01377, captioned “e-Business Services, Inc. vs. Vanessa Alhambra”; for: Qualified Theft Office of the City Prosecutor, Antipolo City

A complaint for Qualified Theft was filed against Vanessa Alhambra, a former employee of e-Business after the latter illegally took the money in the total amount of Php383,675.35 and USD 720.00 on August 14, 2013. Respondent failed to appear during the preliminary investigaton; hence, the case was submitted for resolution of the investigating fiscal on August 14, 2014.

OPERATIONAL AND FINANCIAL PERFORMANCE

Market for Registrant’s Common Equity and Related Stockholder Matters Stock Prices (as adjusted)

2015 2014 2013

High Low High Low High Low

1st Quarter 3.13 2.85 2.65 2.47 2.70 2.42

2nd Quarter n/a n/a 2.80 2.50 2.92 2.28

3rd Quarter n/a n/a 2.95 2.75 2.69 2.38

4th Quarter n/a n/a 2.98 2.81 2.70 2.44

As of 31 May 2015, there were 630 shareholders of the 2,099,791,133 common shares issued and outstanding. As of the latest practicable trading date, 26 June 2015, the Registrant’s shares were traded at the price of P3.15 per share in Philippine Stock Exchange.

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On November 10 2009, the BOD approved the proposal to buy back from the market up to Three Hundred Million Pesos (P300,000,000.00) worth of shares of the Corporation. As of May 31, 2015, the total number of shares repurchased from the market is 135,599,500 worth P190.46 million. On June 4, 2008, the BOD increased the Company’s authorized capital stock from P1.9B to P2.25B, as well as the issuance of 25% stock dividend to all stockholders. This increase in capital stock was approved by the SEC on 12 January 2009, while the stock dividends were distributed to stockholders as of record date of 10 February 2009 on 06 March 2009. In 2007, the Parent Company declared a five percent (5%) property dividend in favor of its shareholders-of-record as of 18 May 2007, payable in the form of common shares of Yehey! worth P89,415,629. In February 2008, the Parent Company distributed the property dividends declared. There is no sale of unregistered securities within the past four (5) years. Top 20 shareholders as of 24 June 2015:

RECORD OWNER NO. OF

SHARES

% TO TOTAL ISSUED SHARES

1 PCD NOMINEE CORP. 2,165,040,700 96.85%

2 TRANS- ASIA SECURITIES, INC. 6,830,000 0.31%

3 EAST PACIFIC INVESTORS CORPORATION 4,520,000 0.20%

4 A. BROWN COMPANY, INC. 3,441,250 0.15%

5 LUCIO W. YAN &/OR CLARA YAN 3,406,250 0.15%

6 OCX DEVELOPMENT CORPORATION 3,250,000 0.15%

7 WILLY NG OCIER 2,308,000 0.10%

8 RICARDO L. NG 1,624,375 0.07%

9 AGAPITO C. BALAGTAS, JR. 1,437,500 0.06%

10 APRICINIA B. FERNANDEZ 1,437,500 0.06%

11 SUZANNE LIM 1,437,500 0.06%

12 HARLEY SY 1,437,500 0.06%

13 CYGNET DEVELOPMENT CORPORATION 1,406,250 0.06%

14 JERRY TIU 1,365,625 0.06%

15 CAMPOS, LANUZA & CO., INC. 1,161,500 0.05%

16 WILSON L. SY 1,150,000 0.05%

17 PCD NOMINEE CORP. (NON-FILIPINO) 957,441 0.04%

18 AVESCO MARKETING CORPORATION 718,750 0.03%

19 MARY TAN DE JESUS 706,250 0.03%

20 R. COYIUTO SECURITIES INC. 640,000 0.03%

Dividends The Company has not declared any cash dividends for the past two fiscal years. There are no restrictions that limits the payment of dividend on the common shares.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS RESULTS OF OPERATIONS FOR THE FIRST QUARTER OF 2015 COMPARED TO 31 DECEMBER 2014 AND 2013

Unaudited Audited

In Millions March 31, 2015 December 31, 2014 December 31, 2013

Balance Sheet

Assets 9,019 9,350 7,451

Liabilities 273 813 578

Stockholders' Equity 8,746 8,537 6,873

Book Value per Share 4.17 4.07 3.27

Income Statement

Revenues 354 1,255 1,188

Expenses 119 562 516

Other Income / (Charges) (25) 11 (42)

Net Income 181 638 630

Earnings per Share 0.08 0.26 0.28

Results of Operations for the Quarter Ended March 31, 2015 The Company posted a consolidated net income of Php181 million as of the first quarter of 2014 higher by 74% compared to same period last year of Php104 million. On a per share basis, the company earned 0.08 centavos compared to 0.04 centavos for the periods under review. Equities started the year on a complete tear as global funds around the world stumbled over themselves to get into the Philippines. With oil breaking below $60/bbl and hitting the low $40s, the clear cut winner according to a few studies was the Philippines. GDP meanwhile was surprisingly strong in the 4Q14, and inflation subsided due to the oil price windfall. During this time when the Philippines was on booster mode, developed markets were very choppy with uneven growth in Europe and the US swinging back and forth. This is reflected in the S&P 500 and MSCI World Index, registering gains of 0.4% and 1.8%. This is in stark contrast to the Phisix which registered a gain of 9.8%. Meanwhile, the Vantage portfolio returned 1.9%, underperforming the benchmark as some of its holdings had gone up in the previous quarters already. We had a bit of a move too in fixed income in the 1Q15 as money flowed in to the Philippines. With strong growth and slowing inflation, prospects were very good for RP bonds, especially with yields falling in developed markets. USTs were falling to lows of 1.8 on the 10yr as people viewed the Fed as not hiking interest rates yet, and with Europe embarking on its own QE. Towards the end of the quarter however, yields came back. The 10y benchmark rose 30bp while the 25y benchmark rose 10bp. Meanwhile, the Vantage portfolio returned 1.3%. The following summarizes the operating results of the Company’s subsidiaries:

eBusiness Services, Inc. (“eBiz”) eBiz achieved money transfer volume of over 1.3 million transactions worth in excess of USD 271 million in 1Q 2015. Money transfer revenues declined by 9% Y/Y to PHP 80.7 million due to lower transaction volumes. Other sources of revenue are the operations from Foreign Exchange and

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Ancillary Products. Revenue from the Company’s Foreign Exchange operations declined by 17% Y/Y to PHP 32.2 million in 1Q 2015 from PHP 33.4 million in 1Q 2014, while revenue from Ancillary Products increased by 22% Y/Y to PHP 4.3 million in 1Q 2015 from PHP 3.6 million in 1Q 2014. Meanwhile, the Company’s operating expenses rose 1% Y/Y to PHP 76.5 million from PHP 75.6 million in 1Q 2014. After provisions and taxes, eBiz posted a net income of PHP 23.5 million in 1Q 2015, lower by 31% from PHP 33.98 million in 1Q 2014. Yehey! Corporation (“Yehey”) The company experienced a decrease in total revenue of 30.59% is significantly caused by the decrease of Php1.99M web development and maintenance. Cost of services decreased by 1.07% while general and administrative expenses increased by 5.52%. As a result net income decreased by Php0.75 million during the same period last year. Philequity Management, Inc. (“PEMI”) 1Q15 resulted in net subscriptions of P 1.798 billion, representing a decrease of 24% from 4Q14’s net subscription of P 2.364 billion. However, this was still relatively higher than 1Q14’s net subscript ions of P 474 million. Subscriptions were led by the flagship, Philequity Fund which accounted for 61 percent of net sales. The rise of the PSE index also helped subscriptions as the market rallied 9.82% for the quarter. Bond markets traded sideways for the 1st quarter with the traders generally cautious on any US Fed news to increase interest rates as well as any indication of a Greek exit. Total assets under management increased to P20.91 billion or by 93% percent due to the increase in net subscriptions as well as marked to market trading gains. Key Performance Indicators

The Company sets certain performance measures to gauge its operating performance periodically to assess its overall state of corporate health. Listed below are the major performance measures, which the Company has identified as reliable performance indicators.

March 31, 2015 December 31, 2014

Current Ratio1 668.54% 467.67%

Assets to Equity2 103.08% 108.42%

Liabilities to Equity3 3.08% 8.42%

Return on Average Assets4 1.97% 8.25%

Return on Average Equity5 2.09% 9.33%

The manner by which the Company calculates the above performance indicators for is as follows:

Formula 1 Current Assets / Current Liabilities

2 Total Assets / Total Equity

3 Total Liabilities / Total Equity

4 Net Income / Average Total Assets

5 Net Income / Average Total Equity

There is no unusual nature or amount of item that affect the financials. There are no changes in the estimates of amount reported in the prior periods. No material events subsequent to the end of the interim period that have not been reflected in the financial statements for the interim period. No significant elements of income or loss that did not arise from the issuers continuing operations.

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There is no known trend or demands, commitments, events or uncertainties that will result in or that are likely to result in the Company’s liquidity increasing or decreasing in any material way or have a material favorable or unfavorable impact on revenues or income from continuing operations. There is no significant element of income or loss that did not arise from continuing operations.

There is no seasonal aspect that had a material effect on the financial condition or results of operations. There are no known events that will trigger direct or contingent financial obligation that is material to the company including any default or acceleration of an obligation. Likewise, there are no off-balance sheet transactions, arrangements, obligations and other relationships of the Company with unconsolidated entities or other persons created during the reporting period.

Causes for any material changes (+/- 5% or more) in the financial statements Income Statement items – three month period ending 31-March-2015 versus 31-March-2014 22.95% decrease in money transfer service Due to lower volume of money transfer transactions. 36.58% decrease in internet sales and services Mainly due to lower income from web development and maintenance.

11.41% increase in money changing and foreign exchange Brought by strong US dollar against Peso.

17.21% decrease in interest income

Resulted from maturity of investment in available-for-sale bonds. 99.53% increase in mutual fund income Resulted from both increase in assets under management and charging of management fee to four additional funds starting August 2014.

12,945.16% increase in trading gain/loss Increase in selling transactions of equity securities due to higher market price. 20.54% decrease in other revenues Partly from lesser dividends declared. 68.45% decrease in cost of services and sales

Primarily due to decrease in commission expense which corresponds to decrease in money transfer revenue.

28.71% increase in depreciation and amortization Due to depreciation charge of newly acquired capital assets.

260.71% increase in interest and bank charges Primarily due to higher volume of US dollar denominated loans from banks. Balance Sheet items – March, 2015 versus end 2014

60.98% decrease in loans and receivables Primarily due to lesser receivable from Western Union. 176.98% increase in financial assets at FVPL Mainly from revaluation of forward contracts.

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142.57% increase in prepaid expenses and other current assets Largely due to creditable withholding taxes.

As Restated-

In Millions 2014 2013 2012

Balance Sheet

Assets 9,349.99 7,451.04 7,831.90

Liabilities 812.83 578.48 1,191.35

Stockholder's Equity 8,537.16 6,872.56 6,640.55

Income Statement

Revenues 1,255.20 1,187.74 1,058.95

Expenses 640.88 616.49 535.78

Other Income/(Charges) 23.33 58.87 46.08

Net Income 637.65 630.12 569.25

Earnings per Share attributable to equity holders of the Parent Company 0.26 0.28 0.26

Key Performance Indicators

Current Ratio (Current Assets/Current Liabilities)

2.67

4.68

2.31

Leverage Ratio (Total Debt/Total Equity) 0.10 0.08

0.18

Comprehensive Return on Equity 0.20 0.03 0.16

(Comprehensive Income/Total Equity)

Book Value Per Share 4.07 3.27 3.16

Results of Operations for the Year Ended 2014 (Y2014 vs Y2013) The Company posted a consolidated net income of P637.65 million as of December 31, 2014, higher by 1.20% compared to Php630.12 million in 2013. On a per share basis, the Company earned P0.26 as of December 31, 2014 compared to P0.28 centavos as of December 31, 2013. 2014 was a very good year in general for the Philippines but it did not start out that way. In January the theme was actually higher inflation, stemming from higher food prices from typhoon Yolanda and the contagion effects of the messy port congestion issue. Rising inflation concerns had most houses calling for 50bp in rate hikes from the BSP. In March BSP decided to tighten by raising the reserve requirement and finally the overnight rate to 4% in September. Then suddenly we get a surprise on GDP growth with the Philippines only growing 4.9% and effectively failing to meet its full year target of 6.5%. Then also around the middle of the year, we saw a huge flight to safety as concerns in EU rose with the downing of a commercial jet in Ukraine. Then the new face of evil in the Middle East emerges in the form of ISIS. Then in October we got hit with the Ebola crisis which even made its way to the US where 1 person died. Then the EU started showing signs of falling into a recession with Germany slowing down significantly. USTs amidst all the fear rallied all the way down to below 2% after starting the year at 3%. Finally the biggest story of the year hit towards the end of 2014 which was oil prices being cut in half. After spooking the markets in 2013 with a surprise announcement of tapering, the FED had no surprises for us in 2014. They stuck to their tapering each month and reiterated that they would only raise rates when they felt that the economy and the world was ready for it. This meant that they were looking at employment, which was improving but remained underwhelming. Equities pretty much was swayed by events that were unfolding abroad. The second half of 2014 was characterized by exaggerated fears especially with the threat of Ebola paralyzing everyone. However, the US market, despite all the

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volatility for the year, was able to make out gains of 8%. Compared to the US, the Philippines performed spectacularly. Much of this had to do with inflation peaking in the 2H and of course oil prices being sliced in half. The Philippines is the largest beneficiary of falling oil prices and most fund managers plowed a record amount of money into the country to take advantage. With the improving fundamentals, S&P also decided to give the country another ratings upgrade. For 2014, the PHISIX and the Company’s equity portfolio gained 22.8% and 43.2%, respectively, compared to 1.3% and -4.4%, respectively, in 2013. On the fixed income side, yields were on a defensive mode during the first half of the year. The inflation story was bad and with rate hikes looming, no one wanted to add on more risk. But this all changed when oil prices plummeted. Suddenly inflation expectations also get cut in half, and with the BSP finished with its rate hike, suddenly it looked like we were ahead of the curve. Furthermore, when BTR announced its auction schedule, it showed that there was a scarcity of long bonds. With all the money coming into the country due to all the factors (oil, S&P upgrade, improving fundamentals), bonds made a huge rally going into yearend to make up for the lackluster 1H and we ended mostly flat. 10-year benchmark yields ended 9bp higher from end-2013 to end-2014 at 3.86 much better than its high in February at 4.38%. 20-year benchmark yields were higher by 14 bps but better by 40bp from its high in February. The Company’s fixed income portfolio gained 4.0% in 2014, underperforming the benchmark Odyssey Fixed Income Fund which gained 4.65% during the same period. In 2013, the Company’s fixed income portfolio and the Odyssey Fixed Income Fund gained 7.4% and 7.0% respectively. The following summarizes the operating results of the Company’s subsidiaries: eBusiness Services, Inc. (“eBiz”) eBiz continues to achieve record money transfer volume, hitting over 5.7 million transactions worth in excess of USD 1.1 billion in 2014. Money transfer revenues grew 2% Y/Y to P346.8 million despite lower transaction volume, due to a more stable USD/PHP. Other sources of revenue are the operations from Foreign Exchange and Ancillary Products. Revenue from the Company’s Foreign Exchange operations declined by 15% Y/Y to PHP 72.2 million in 2014 from P85.8 million in 2013, and revenue from Ancillary Products, also declined by 14% Y/Y to PHP 13.1 million in 2014 from PHP 15.3 million in 2013. Meanwhile, the Company’s operating expenses slightly increased at PHP 424.4 million in 2014 from PHP 415.6 million in 2013, resulting to an 18% decrease in operating income to PHP 91.8 million. After provisions and taxes, eBiz posted a net income of PHP 65.3 million in 2014, down by 17% from PHP 78.6 million in 2013. Yehey! Corporation The Company experienced a 5% improvement in revenues from P18.5 million in 2013 to P19.4 million this year. The slight increase is the effect of a leap in earnings from digital PR from P9.0 million last year to P11.2 million this year mitigated by a drop in media revenues from P2.7 million last year to P1.2 million this year. Web production revenues also experienced a 5% growth to P7.1 million from P6.8 in the prior year. Total cost and expenses were reduced by 7% this year from P23.4 million to P21.8 million in conjunction with the Company’s efforts to track and manage workflows, costs, and efficiencies. Over-all, the Company’s net income rose 10% from P2.0 million in 2013 to P2.20 million in 2014. Philequity Management, Inc.

Net revenues in 2014 amounted to P161.95 million which is higher by 25% from P129.08 million in 2013. Net subscriptions in 201 grew 3.44x to Php6.2 billion from Php1.8 billion in 2013, while total assets under management increased 110% Y/Y to Php18.04 billion as of end-2014 from Php8.6 billion as of end-2013. Expenses for the year were 59% higher as compared to last year yielding an overall YTD net profit for the Company of P80.95 million, a 16% increase from P69.84 million last year.

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Other Matters

The Parent Company and its wholly-owned subsidiary, e-Business Services, Inc., continuously enter into currency forward transactions with bank counterparties to hedge their foreign exchange risk. The nominal amounts of these contracts are off-balance sheet while revaluation gains or losses are recognized as Miscellaneous Asset or Miscellaneous Liability, respectively. Causes for any material changes (+/-5% or more) in the financial statements Income Statement items - Y2014 versus Y2013

9.53% increase trading and investment securities gains Mainly due to gain on sale of financial assets at FVPL

35.20% decrease in interest income Mainly from lower interest income due to maturity of corporate and government bonds 39.02% increase in management fee and service income Resulted from both increase in assets under management and charging of management fee to four additional funds starting August 2014 11.93% increase in money changing gain Due to stronger and more stable Peso 86.24% increase in dividend income Attributable to increase in equity security investments 29.96% decrease in cost of services Attributable to reclassification of director’s fees to general and administrative expenses 13.92% increase in general and administrative expenses Due to higher director’s fees and reclassification from cost of services 60.37% decrease in other income Net effect of gain on deconsolidation of subsidiary in 2014 and gain from sale of property and equipment and gain on forward currency contracts in 2013 58.42% decrease in interest expense and bank charges Due to lesser loans availed from banks throughout the year Balance Sheet items – Y2014 versus Y2013 37.65% decrease in loans and receivables Mainly from collection of advances to Vantage Equities Exchange Traded Fund, Inc. (ETF) representing seed capital for its incorporation and registration to SEC 95.32% decrease in Financial Assets at Fair Value Through Profit and Loss (FVPL) Mainly due to sale of quoted government bonds 146.69% increase in prepayments and other current assets Attributable to increase in construction and renovation deposits for e-Business branches and reclass of tax refundable from other non-current assets

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51.85% increase in Available for Sale investments (AFS) Chiefly from increase in investment in equity securities and in mutual funds 9.77% decrease in property, plant and equipment Due to depreciation during the year 33% decrease in retirement assets Due to higher provision for retirement expense in 2014 11.16% decrease in other non-current assets Primarily resulted from reclassification of tax refundable to other current asset 40.63% increase in current liabilities

Chiefly due to outstanding notes payable as of December 31, 2014 24.83% increase in non-current liabilities Due to higher retirement liability 157.85% increase in cumulative unrealized gain on change in fair value of available-for -sale investments Arising from increase in market value of equity securities and investment in mutual funds

As Restated- As Restated-

In Millions 2013 2012 2011

Balance Sheet

Assets 7,451.04 7,831.90 5,848.28

Liabilities 578.48 1,191.35 306.61

Stockholder's Equity 6,872.56 6,640.55 5,541.67

Income Statement

Revenues 1,187.74 1,058.95 1,048.99

Expenses 616.49 535.78 546.43

Other Income/(Charges) 58.87 46.08 26.49

Net Income 630.12 569.25 529.05

Earnings per Share 0.28 0.26 0.24

Key Performance Indicators

Current Ratio (Current Assets/Current Liabilities)

4.68

2.31

4.88

Leverage Ratio (Total Debt/Total Equity) 0.08

0.18

0.06

Comprehensive Return on Equity 0.03 0.16 0.12

(Comprehensive Income/Total Equity)

Book Value Per Share 3.27 3.16 2.64

Results of Operations for the Year Ended 2013 (Y2013 vs Y2012)

The Company posted a consolidated net income of P630.12 million as of December 31, 2013, higher by 11% compared to Php569.25 million in 2012. On a per share basis, the Company earned P0.28 as of December 31, 2013 compared to P0.26 centavos as of December 31, 2012.

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2013 was quite the tumultuous year for global markets in general. The first half of the year was a continuation of the uptrend the Company experienced in 2012. We had record stimulus coming from Japan with Abenomics. Meanwhile, growth in the US seemed to be finally back on track. It looked as if we had a goldilocks environment, not too hot, not too cold. However, the good times finally ended in May, when we got a surprise from the US FED that they would start tapering their bond purchases. This was a complete game changer for the markets, as most expected tapering to come much later. This caused a complete selloff in risky assets. Emerging market stocks fell off a cliff, bond yields shot up, and foreign exchange markets went on a wild rollercoaster ride. For the year, the S&P 500 and the MSCI World Index registered returns of 29.6% and 24.1%, respectively, compared to already good growth of 13.4% and 13.2%, respectively, in 2012.

The US held its value despite the threat of higher interest rates and bond purchase tapering because finally, good news was good news. It looked like the US would start becoming a global growth engine again. However, this was especially bad news for emerging markets, as foreign fund flow suddenly reversed from these countries. It was a mass exodus from EM to DM ever since the announcement by the Fed in May. Foreign funds and ETFs had orders to zero out their positions in the Philippines and were forced to sell at any price. So after hitting record highs of 7,400 in May, the PHISIX gave up all its gains for the year and then some, before fighting to get back to even at the end of the year. For 2013, the PHISIX and the Company’s equity portfolio gained 1.3% and -4.4%, respectively, compared to 33.0% and 30.6%, respectively, in 2012. On the fixed income side, yields followed the movement in equities, hitting record lows up to May and then reversing all its gains until the end of the year. Despite flush liquidity coming from funds released from the BSP SDA, bonds were out of favor because foreign investors flocked to get out of any emerging market assets. This was exacerbated with the PHP depreciating from 40.50 all the way up to 44.80 with foreign banks predicting that it would even reach 48. Thus fund managers had a fire sale on PHP assets and went back to holding USD. Those USD eventually found their way back to US markets. Still, 10-year and 20-year benchmark yields were lower by 60 bps and 78 bps respectively from end-2012 to end-2013, but at the low, they were lower by 140bp and 240bp respectively. The Company’s fixed income portfolio gained 7.4% in 2013, outperforming the benchmark HSBC Local Bond Index which gained 5.1% during the same period. In 2012, the Company’s fixed income portfolio and the HSBC Local Bond Index gained 9.5% and 8.9% respectively. The following summarizes the operating results of the Company’s subsidiaries: eBusiness Services, Inc. (“eBiz”)

eBiz continues to achieve record money transfer volume, hitting over 5.7 million transactions worth in excess of USD 1.2 billion in 2013. Money transfer revenues grew 5% Y/Y to P326.23 million due to strong transaction volume growth and a more stable USD/PHP. The growth in money transfer revenues was complemented by an even stronger growth in the Company’s foreign exchange operations and other products which increased by 53% Y/Y to P229.60 million from P150.53 million in 2012. Meanwhile, the Company’s operating expenses rose 13% Y/Y to P443.78 million from P393.46 million in 2012. After provisions and taxes, eBiz posted a net income of P78.56 million in 2013, up by 66% from Php47.32 million in 2012.

Yehey! Corporation

The Company experienced a 14% decline in revenues to P27.0 million in 2013 from P31.4 million in 2012. This is mainly caused by a huge drop in earnings from digital PR from P19.0 million in 2012 to P9.0 million in 2013 or a decrease of 52%. In addition, web production revenues also decreased by 29% from P10.0 million in 2012 to P7.0 million in 2013, while revenue from Digital Strategy remains to be nil since 2012.

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The decline in revenues is mitigated by a 21% decrease in total cost and expenses from P30.9 million to P24.5 million in 2012 and 2013, respectively. General and administrative expenses decreased as a result of lower legal and professional fees, non-recognition of provision for losses and absence of commission expense. All other costs have insignificant changes from 2013 to 2012.

Over-all, the Company’s total comprehensive income plummeted to P1.4 million, a massive fall of 67% from an income of P13.9 million in 2012.

Philequity Management, Inc.

Net revenues in 2013 amounted to P107.6 million which is higher by 49% from P72.03 in 2012. Net subscriptions in 2013 grew 3.9x to Php1.8 billion from Php0.5 billion in 2012, while total assets under management increased 25% Y/Y to Php8.6 billion as of end-2013 from Php6.9 billion as of end-2012. Expenses for the year were 18% lower as compared to last year yielding an overall YTD net profit for the Company of P69.8 million, a 105% increase from P34.1 million last year.

Causes for any material changes (+/-5% or more) in the financial statements

Income Statement items - Y2013 versus Y2012

9.30% increase in commission income Due to money transfer transaction volume growth 22.46% increase in forex exchange differential income Due to a stronger and more stable Peso. 56.80% increase in management fee and service income Resulted from increase in assets under management

119.11% increase in money changing gain Due to stronger and more stable Peso.

8.90% decrease in dividend income Attributable to lesser dividend payout of equity securities

41.16% decrease in internet sales and services Caused by decline in web development and production, digital PR and media sales

75.95% increase in income from business partners Due to growth in Bayad Center and VIA Airlines transactions

78.42% increase in cost of services Mainly due to increase in service fees

35.59% increase in other income Attributable to income from disposal of condominium of Parent

171.38% increase in interest expense and bank charges Primarily due to the increase in US dollar denominated loans from banks

Balance Sheet items – Y2013 versus Y2012

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10.17% increase in cash and cash equivalents Primarily due to increase in short-term investments

72.05% decrease in Financial Assets at Fair Value Through Profit and Loss (FVPL) Primarily due to the decrease in quoted government bonds

49.90% decrease in prepayments and other current assets Due to decrease in construction and renovation deposits

100% decrease in loans and receivables-noncurrent Mainly due to pre-termination of long-term loans

17.62% decrease in property, plant and equipment Due to disposal of condominium of Parent

100% decrease in deferred tax assets Due to lower allowance for credit losses 51.44% decrease in liabilities Largely due to settlement of USD denominated unsecured short-term loans from banks

36.50% decrease in cumulative unrealized gain on change in fair value of available-for -sale investments

Mainly due to decrease in market value of fixed income and equity securities

In Millions 2012 2011 2010

Balance Sheet

Assets 7,825.13 5,841.93 5,301.53

Liabilities 1,192.88 308.57 436.20

Stockholder's Equity 6,632.25 5,533.36 4,865.33

Income Statement

Revenues 1,058.95 1,048.99 1,228.77

Expenses 482.42 511.78 508.83

Other Income/(Charges) (6.44) (7.39) (3.32)

Net Income 570.09 529.82 716.62

Earnings per Share 0.26 0.25 0.33

Key Performance Indicators

Current Ratio (Current Assets/Current Liabilities) 2.31 3.89 5.29

Leverage Ratio (Total Debt/Total Equity) 0.18 0.06 0.09

Comprehensive Return on Equity 0.17 0.12 0.15

(Comprehensive Income/Total Equity)

Book Value Per Share 2.97 2.48 2.18

Results of Operations for the Year Ended 2012 (Y2012 vs Y2011)

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The Company posted a consolidated net income of Php570.1 million as of December 31, 2012, higher by 7.6% compared to Php529.8 million in 2011. On a per share basis, the company earned Php0.26 as of December 31, 2012 compared to Php0.25 centavos as of December 31, 2011.

Despite global macroeconomic headwinds such as the US fiscal cliff, the EU sovereign debt crisis, threat of a China hard landing and slowing global growth, global equity markets have managed to perform strongly in 2012 on the back of monetary easing by most central bankers. The ECB’s Outright Monetary Transactions (OMT) and the US Fed’s Quantitative Easing 3 (QE3) in 3Q12 have spurred a rally in global equities markets. For the year, the S&P 500 and the MSCI World Index registered returns of 13.4% and 13.2%, respectively, compared to a flat growth and and -7.6%, respectively, in 2011.

Not to be outdone, the local equities market performed even better than its Western counterparts on the back of improvements in the country’s fiscal position, four benchmark rate cuts from the BSP and strong domestic consumption. For the year, the PHISIX and the Company’s equity portfolio gained 33.0% and 30.6%, respectively, compared to 4.1% and 4.9%, respectively, in 2011.

On the fixed income side, yields were mostly on a downtrend in 2012 as a result of credit rating upgrades from Standard & Poor’s and Moody’s and of easing monetary policy. 10-year and 20-year benchmark yields were lower by 101 bps and 61 bps respectively from end-2011 to end-2012. The Company’s fixed income portfolio gained 9.5% in 2012, outperforming the benchmark HSBC Local Bond Index which gained 8.9% during the same period. In 2011, the Company’s fixed income portfolio and the HSBC Local Bond Index gained 13.4% and 12.8% respectively.

The following summarizes the operating results of the Company’s subsidiaries:

eBusiness Services, Inc. (“eBiz”)

eBiz continue to achieve record money transfer volume, hitting over 4.4 million transactions worth in excess of USD 1.0 billion in 2012. However, despite transaction growth, money transfer revenues still fell 5% YoY to Php394.8 million due to the contractual reduction in the Company’s share of fees from Western Union and an appreciating currency. The decline in money transfer revenues was partly offset by slightly higher revenues from the Company’s foreign exchange operations and other products which increased to Php57.7 million in 2012 from Php57.0 million in 2011. Meanwhile, as a result of the Company’s continued efforts to rationalize its costs, general and administrative expenses fell by 5% YoY to Php379.6 million from Php401.1 million in 2011. After provisions and taxes, eBiz posted a net income of Php48.0 million in 2012, up 20% from Php40.0 million in 2011.

Yehey! Corporation

The Company experienced a 7% decline in revenues to P31.4 million in 2012 from P34 million in 2011. Although revenues from Digital PR increased significantly by 87% from P10 million to P19 million, web production revenues decreased by 47% from P18 million to 19 million. Likewise, no revenue from digital strategy was achieved for 2012, coming from a revenue of P3.3 million in 2011.

The decline in revenues is mitigated by a 13% decline in total cost and expenses from P36 million to P31 million. General and administrative expenses decreased considerably as a result of lower provision for credit and impairment losses. All other costs have insignificant changes from 2011 to 2012.

Over-all, the Company posted total comprehensive income of 14 million, an 85% improvement from an income of P7.5 million in 2011.

Philequity Management, Inc.

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The year 2012 saw a significant increase in the equity markets with the Philippine Stock Exchange Index (PSEi) returning 33.0% compared to 4.1% in 2011. This double digit return helped increase investors’ interest in mutual funds, particularly equity funds.

As of end-2012, the Company’s assets under management increased 41.4% to Php6.9 billion from Php4.9 billion as of end-2011. Net sales likewise increased 138.9% from Php197.2 million in 2011 to Php471.1 million in 2012. As a result, service income increased 33.9% to Php87.0 million from Php65.0 million in 2011. After expenses and taxes, comprehensive income in 2012 increased 54% to Php34.1 million.

Other Matters

The Parent Company and its wholly-owned subsidiary, e-Business Services, Inc., continuously enter into currency forward transactions with bank counterparties to hedge their foreign exchange risk. The nominal amounts of these contracts are off-balance sheet while revaluation gains or losses are recognized as Miscellaneous Asset or Miscellaneous Liability, respectively.

Causes for any material changes (+/-5% or more) in the financial statements Income Statements items -Y2012 versus Y2011 6.22% decrease in commission income Due to reduction in share of fees from Western Union 7.19% decrease in internet sales and services Mainly due to absence of revenue from digital strategy. 33.97% increase in mutual fund income Mainly due to increase in assets under administration. 6.43% decrease in general and administrative expenses Mainly due to increase personnel costs. 8.74% increase in cost of services and sales Primarily due to increase in digital public relations costs. Balance Sheet items – Y2012 versus Y2011 153.35% increase in cash and cash equivalents Primary due to higher short-term investments. 23.52% increase in receivables Significantly due to increase in receivable from Western Union and acquisition of Puregold unquoted debt security of Php 150M. 419% increase in Financial Assets at Fair Value Through Profit and Loss (FVPL) Primary due to quoted government bonds. 12.96% increase in available-for-sale securities Largely due to increase on equities and mutual fund investments. 97.6% decrease in investments in associate and joint venture

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Mainly due to disposal of joint venture investment. 37.29% decrease in prepayments and other current assets Largely due to decrease in prepayments. 87.15% increase in deferred tax assets Attributable to increase in allowance for credit losses. 294.32% increase in liabilities Mainly due to availment of USD denominated unsecured short-term loans from banks. 94% increase in cumulative unrealized gain on change in fair value of available-for -sale investments Mainly due to revaluation of fixed income and equities securities. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure There have been no changes in or disagreements with accountants on accounting and financial disclosure.

DIRECTORS AND EXECUTIVE DIRECTORS

Please refer to the discussion on "Directors and Executive Officers" in the main body of the Information Statement.

CORPORATE GOVERNANCE

The Company has been monitoring compliance with SEC Memorandum Circular No. 6, Series of 2009, as well as other relevant SEC circulars and rules on good corporate governance. All directors, officers, and employees complied with all the leading practices and principles on good corporate governance as embodied in the Corporation’s Manual. The Company complied with the appropriate performance self-rating assessment and performance evaluation system to determine and measure compliance with the Manual of Corporate Governance. The Company is unaware of any non-compliance with or deviation from its Amended Manual of Corporate Governance during the previous year. The Company will continue to monitor compliance with the Revised Rules on Corporate Governance, and shall remain committed in ensuring the adoption of other systems and practices of good corporate governance to enhance its value to its shareholders.

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* * * UPON WRITTEN REQUEST OF ANY SHAREHOLDER OF RECORD ENTITLED TO NOTICE OF AND VOTE AT THE MEETING, THE COMPANY SHALL FURNISH SUCH SHAREHOLDER WITH A COPY OF THE COMPANY’S INFORMATION STATEMENT (ON SEC

FORM 20-IS) AND ANNUAL REPORT (ON SEC FORM 17-A) WITHOUT CHARGE. ANY SUCH WRITTEN REQUEST SHALL BE ADDRESSED TO:

A. BAYANI K. TAN

THE CORPORATE SECRETARY

VANTAGE EQUITIES, INC.

2704 EASTTOWER

PHILIPPINE STOCK EXCHANGE CENTRE

EXCHANGE ROAD, ORTIGASCENTER

PASIGCITY, METRO MANILA, PHILIPPINES

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